TREEHOUSE FOODS, INC., 10-Q filed on 5/6/2025
Quarterly Report
v3.25.1
Cover - shares
shares in Millions
 3 Months Ended
Mar. 31, 2025
Apr. 30, 2025
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2025  
Document Transition Report false  
Entity File Number 001-32504  
Entity Registrant Name TreeHouse Foods, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 20-2311383  
Entity Address, Address Line One 2021 Spring Road,  
Entity Address, Address Line Two Suite 600  
Entity Address, City or Town Oak Brook  
Entity Address, State or Province IL  
Entity Address, Postal Zip Code 60523  
City Area Code 708  
Local Phone Number 483-1300  
Title of 12(b) Security Common Stock, $0.01 par value  
Trading Symbol THS  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   50.5
Amendment Flag false  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001320695  
Current Fiscal Year End Date --12-31  
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents $ 16.4 $ 289.6
Receivables, net 132.7 146.8
Inventories 589.2 539.3
Prepaid expenses and other current assets 37.2 34.0
Total current assets 775.5 1,009.7
Property, plant, and equipment, net 757.5 748.6
Operating lease right-of-use assets 190.9 154.4
Goodwill 1,889.1 1,819.3
Intangible assets, net 278.7 212.9
Other assets, net 35.6 35.1
Total assets 3,927.3 3,980.0
Current liabilities:    
Accounts payable 509.4 602.5
Accrued expenses 165.9 141.3
Current portion of long-term debt 5.4 1.1
Total current liabilities 680.7 744.9
Long-term debt 1,417.4 1,401.3
Operating lease liabilities 153.8 125.4
Deferred income taxes 104.6 105.8
Other long-term liabilities 51.9 53.7
Total liabilities 2,408.4 2,431.1
Commitments and contingencies (Note 16)
Stockholders' equity:    
Preferred stock, par value $0.01 per share, 10.0 shares authorized, none issued 0.0 0.0
Common stock, par value $0.01 per share, 90.0 shares authorized, 50.4 and 50.2 shares outstanding as of March 31, 2025 and December 31, 2024, respectively 0.6 0.6
Treasury stock (385.4) (385.4)
Additional paid-in capital 2,240.0 2,238.4
Accumulated deficit (253.8) (222.0)
Accumulated other comprehensive loss (82.5) (82.7)
Total stockholders' equity 1,518.9 1,548.9
Total liabilities and stockholders' equity $ 3,927.3 $ 3,980.0
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Mar. 31, 2025
Dec. 31, 2024
Statement of Financial Position [Abstract]    
Preferred stock, par value (in usd per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 10,000,000.0 10,000,000.0
Preferred stock, shares issued (in shares) 0 0
Common stock, par value (in usd per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 90,000,000.0 90,000,000.0
Common stock, shares outstanding (in shares) 50,400,000 50,200,000
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Income Statement [Abstract]    
Net sales $ 792.0 $ 820.7
Cost of sales 676.8 708.7
Gross profit 115.2 112.0
Operating expenses:    
Selling and distribution 36.4 42.9
General and administrative 55.7 55.8
Amortization expense 13.1 12.1
Other operating expense, net 15.5 6.4
Total operating expenses 120.7 117.2
Operating loss (5.5) (5.2)
Other expense:    
Interest expense 19.3 15.6
Interest income (2.8) (4.0)
Loss on extinguishment of debt 2.6 0.0
(Gain) loss on foreign currency exchange (0.3) 3.4
Other expense (income), net 19.3 (4.9)
Total other expense 38.1 10.1
Loss before income taxes (43.6) (15.3)
Income tax benefit (11.8) (3.6)
Net loss $ (31.8) $ (11.7)
Earnings (loss) per common share:    
Basic (in dollars per share) $ (0.63) $ (0.22)
Diluted (in dollars per share) $ (0.63) $ (0.22)
Weighted average common shares:    
Basic (in shares) 50.3 53.8
Diluted (in shares) 50.3 53.8
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Statement of Comprehensive Income [Abstract]    
Net loss $ (31.8) $ (11.7)
Other comprehensive income (loss):    
Foreign currency translation adjustments 0.2 (2.6)
Comprehensive loss $ (31.6) $ (14.3)
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Millions, $ in Millions
Total
Common Stock
Treasury Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2023   59.3        
Beginning balance at Dec. 31, 2023 $ 1,664.8 $ 0.6 $ (234.2) $ 2,223.4 $ (248.9) $ (76.1)
Treasury stock, beginning balance (in shares) at Dec. 31, 2023     (5.2)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net loss (11.7)       (11.7)  
Other comprehensive (loss) income $ (2.6)         (2.6)
Treasury stock repurchases (in shares) (1.2)   (1.2)      
Treasury stock repurchases $ (44.3)   $ (44.3)      
Issuance of stock awards (in shares)   0.2        
Issuance of stock awards (3.8)     (3.8)    
Stock-based compensation 5.7     5.7    
Ending balance (in shares) at Mar. 31, 2024   59.5        
Ending balance at Mar. 31, 2024 $ 1,608.1 $ 0.6 $ (278.5) 2,225.3 (260.6) (78.7)
Treasury stock, ending balance (in shares) at Mar. 31, 2024     (6.4)      
Beginning balance (in shares) at Dec. 31, 2024 50.2 59.5        
Beginning balance at Dec. 31, 2024 $ 1,548.9 $ 0.6 $ (385.4) 2,238.4 (222.0) (82.7)
Treasury stock, beginning balance (in shares) at Dec. 31, 2024     (9.3)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Net loss (31.8)       (31.8)  
Other comprehensive (loss) income $ 0.2         0.2
Treasury stock repurchases (in shares) 0.0          
Issuance of stock awards (in shares)   0.2        
Issuance of stock awards $ (4.0)     (4.0)    
Stock-based compensation $ 5.6     5.6    
Ending balance (in shares) at Mar. 31, 2025 50.4 59.7        
Ending balance at Mar. 31, 2025 $ 1,518.9 $ 0.6 $ (385.4) $ 2,240.0 $ (253.8) $ (82.5)
Treasury stock, ending balance (in shares) at Mar. 31, 2025     (9.3)      
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Cash flows from operating activities:    
Net loss $ (31.8) $ (11.7)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 41.4 36.6
Stock-based compensation 5.6 5.7
Loss on extinguishment of debt 2.6 0.0
Unrealized loss (gain) on derivative contracts 17.0 (7.0)
Other, net (0.9) 5.0
Changes in operating assets and liabilities, net of acquisitions:    
Receivables 27.5 2.9
Inventories (8.0) (9.6)
Prepaid expenses and other assets (14.4) (8.4)
Accounts payable (103.2) (48.2)
Accrued expenses and other liabilities 10.7 (17.7)
Net cash used in operating activities (53.5) (52.4)
Cash flows from investing activities:    
Capital expenditures (25.9) (28.3)
Proceeds from sales of fixed assets 4.1 0.2
Acquisition, net of cash acquired (209.3) 0.0
Net cash used in investing activities (231.1) (28.1)
Cash flows from financing activities:    
Borrowings under Revolving Credit Facility 697.3 0.0
Payments under Revolving Credit Facility (672.3) 0.0
Payments on financing lease obligations (0.3) (0.1)
Payment of deferred financing costs (3.7) 0.0
Payments on Term Loans (905.0) 0.0
Proceeds from refinanced Term Loans 899.2 0.0
Repurchases of common stock 0.0 (43.9)
Payments related to stock-based award activities (4.0) (3.8)
Net cash provided by (used in) financing activities 11.2 (47.8)
Effect of exchange rate changes on cash and cash equivalents 0.2 (0.2)
Net decrease in cash and cash equivalents (273.2) (128.5)
Cash and cash equivalents, beginning of period 289.6 320.3
Cash and cash equivalents, end of period 16.4 191.8
Supplemental cash flow disclosures:    
Interest paid 27.2 26.3
Net income taxes paid 0.9 0.6
Non-cash investing and financing activities:    
Capital expenditures incurred but not yet paid 15.9 11.7
Right-of-use assets obtained in exchange for lease obligations 40.9 (1.7)
Preliminary purchase price adjustment for private brand tea business acquisition 2.0 0.0
Accrued deferred financing costs $ 0.2 $ 0.0
v3.25.1
BASIS OF PRESENTATION
 3 Months Ended
Mar. 31, 2025
Accounting Policies [Abstract]  
BASIS OF PRESENTATION
1. BASIS OF PRESENTATION

The unaudited Condensed Consolidated Financial Statements included herein have been prepared by TreeHouse Foods, Inc. and its consolidated subsidiaries (the "Company," "TreeHouse," "we," "us," or "our"), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to quarterly reporting on Form 10-Q. In our opinion, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted as permitted by such rules and regulations. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Results of operations for interim periods are not necessarily indicative of annual results.

Use of Estimates

The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates.

Summary of Significant Accounting Policies

A detailed description of the Company's significant accounting policies can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
v3.25.1
RECENT ACCOUNTING PRONOUNCEMENTS
 3 Months Ended
Mar. 31, 2025
Accounting Changes and Error Corrections [Abstract]  
RECENT ACCOUNTING PRONOUNCEMENTS
2. RECENT ACCOUNTING PRONOUNCEMENTS

Not yet adopted

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. ASU 2024-03 requires additional information about specific expenses in certain notes to the Consolidated Financial Statements. The new guidance in ASU 2024-03, as clarified by ASU 2025-01, will be effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. Upon adoption, the impact of ASU 2024-03 will be limited to certain notes to the Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures. The amendments are effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. Upon adoption, the impact of ASU 2023-09 will be limited to certain notes to the Consolidated Financial Statements.
v3.25.1
RESTRUCTURING PROGRAMS
 3 Months Ended
Mar. 31, 2025
Restructuring and Related Activities [Abstract]  
RESTRUCTURING PROGRAMS
3. RESTRUCTURING PROGRAMS

The Company’s restructuring and margin improvement activities ("Restructuring Programs") are part of an enterprise-wide transformation to improve the long-term profitability of the Company. As part of our Restructuring Programs, we generally incur expenses that qualify as exit and disposal costs under U.S. GAAP. These include severance, employee separation costs, and other exit costs. Severance and employee separation costs primarily relate to cash severance, non-cash severance, including accelerated equity award compensation expense, and other termination benefits. Other exit costs typically relate to lease and contract terminations. We also incur expenses that are an integral component of, and directly attributable to, our restructuring activities, which do not qualify as exit and disposal costs under U.S. GAAP. These include asset-related costs and other costs. Asset-related costs primarily relate to inventory write-downs, accelerated depreciation, and certain long-lived asset impairments. Other costs primarily relate to start-up costs of new facilities, consulting and professional fees, retention costs, organizational redesign, information technology system implementation, asset relocation costs, and costs to exit facilities or production.

Organizational Restructuring

In April 2025, the Company announced a restructuring of our current business, including a reorganization of our corporate support functions, to drive greater operational efficiency, achieve significant cost-savings, and enhance profitability and cash flow, while improving quality and service levels. This resulted in employee-related severance costs which are included within Accrued expenses in the Condensed Consolidated Balance Sheets.

Ready-to-drink Business Exit

During the second quarter of 2024, the Company made the decision to exit the Ready-to-drink ("RTD") business as part of the Company's portfolio optimization strategy to focus on higher-growth, higher margin categories. During the first quarter of 2025, production for the RTD business ceased, and the Company sold the related machinery and equipment for a loss of $0.6 million. The loss on sale of the RTD assets was recorded within Other operating expense, net in the Condensed Consolidated Statements of Operations. The total costs related to the business exit are expected to be approximately $5.0 million, and the cumulative costs incurred to date are $3.8 million. These costs include the decommissioning and disposal of related assets and inventory, as well as other transitioning costs. The costs incurred for the three months ended March 31, 2025 were $1.9 million.

Facility Closures

During the first quarter of 2025, the Company announced the closure of its New Hampton, Iowa facility in response to sustained shifts in consumer demand in the non-dairy creamer ("NDC") category and ongoing efforts to optimize our manufacturing footprint. Production at the facility is expected to cease in the third quarter of 2025. The Company will be consolidating NDC production into two existing facilities: Wayland, Michigan, and Pecatonica, Illinois. The Company expects the total costs related to the New Hampton facility closure and transition of production from New Hampton to the two existing facilities to be approximately $13.0 million. The costs incurred for the three months ended March 31, 2025 were $3.2 million.

During the first quarter of 2024, the Company announced the closure of its Sioux Falls, South Dakota facility in connection with the integration of the Seasoned Pretzel Capability and has transitioned production from Sioux Falls to its Hanover, Pennsylvania facility. The costs related to this closure and the related production transition were insignificant.

During the fourth quarter of 2023, the Company completed the closure of its Dallas, Texas Coffee facility in connection with the integration of the Coffee Roasting Capability and transitioned production from Dallas to its Northlake, Texas facility during the first half of 2024. During the third quarter of 2024, the Company exited a distribution center in Grand Prairie, Texas as it continued to execute upon integration activities associated with the Coffee Roasting Capability acquisition. The Company expects the total costs related to the Dallas facility closure and associated distribution network optimization to be approximately $14.0 million, and the cumulative costs incurred to date are $12.9 million. The costs incurred for the three months ended March 31, 2025 and March 31, 2024 were $0.7 million and $1.9 million, respectively.

Expenses associated with these activities are recorded in Cost of sales and Other operating expense, net in the Condensed Consolidated Statements of Operations.
Below is a summary of costs by line item for the Restructuring Programs:

Three Months Ended
March 31,
20252024
(In millions)
Cost of sales$2.8 $— 
Other operating expense, net15.5 6.7 
Total$18.3 $6.7 

Below is a summary of costs by type associated with the Restructuring Programs:
Three Months Ended
March 31,
20252024
 (In millions)
Employee-related$10.1 $2.6 
Other costs4.3 4.1 
Asset-related3.9 — 
Total$18.3 $6.7 
 
For the three months ended March 31, 2025 and 2024, employee-related costs primarily consisted of severance and retention related to restructuring programs; other costs primarily consisted of consulting services; and asset-related costs primarily consisted of inventory write-downs and accelerated depreciation. Employee-related and other costs are primarily recognized in Other operating expense, net in the Condensed Consolidated Statements of Operations, and asset-related costs are recognized in Cost of sales and Other operating expense, net in the Condensed Consolidated Statements of Operations.

The table below presents the exit cost liability related to severance activity for the Restructuring Programs as of March 31, 2025:
 Severance
 (In millions)
Balance as of December 31, 2024$1.8 
Expenses recognized9.1 
Cash payments(0.7)
Balance as of March 31, 2025$10.2 
 
The severance liabilities are included in Accrued expenses in the Condensed Consolidated Balance Sheets.
v3.25.1
RECEIVABLES SALES PROGRAM
 3 Months Ended
Mar. 31, 2025
Receivables [Abstract]  
RECEIVABLES SALES PROGRAM
4. RECEIVABLES SALES PROGRAM
 
The Company has entered into an agreement to sell certain trade accounts receivable to an unrelated, third-party financial institution at a discount (collectively, the "Receivables Sales Program"). The agreement can be terminated by either party with 60 days' notice. The Receivables Sales Program is used by the Company to manage liquidity in a cost-effective manner. The Company has no retained interest in the receivables sold under the Receivables Sales Program; however, under the agreement, the Company does have collection and administrative responsibilities for the sold receivables. Under the Receivables Sales Program, the current operating limit of outstanding accounts receivables sold at any time is $397.5 million.

The following table includes the outstanding amount of accounts receivable sold under the Receivables Sales Program and the receivables collected from customers and not remitted to the financial institution:
March 31, 2025December 31, 2024
 (In millions)
Outstanding accounts receivable sold$282.5 $375.0 
Receivables collected and not remitted to financial institution159.0 237.7 
Receivables sold under the Receivables Sales Program are derecognized from the Company's Condensed Consolidated Balance Sheet at the time of the sale and the proceeds from such sales are reflected as a component of the change in receivables in the operating activities section of the Condensed Consolidated Statements of Cash Flows. The receivables collected and not remitted to the financial institution are included in Accounts payable in the Condensed Consolidated Balance Sheets.

The following table summarizes the cash flows of the Company's accounts receivable associated with the Receivables Sales Program:
Three Months Ended March 31,
20252024
 (In millions)
Receivables sold$420.3 $243.2 
Receivables collected and remitted to financial institution(512.8)(343.8)

The loss on sale of receivables represents the discount taken by the third-party financial institution and was $2.9 million and $2.0 million for the three months ended March 31, 2025 and 2024, respectively, and is included in Other expense (income), net in the Condensed Consolidated Statements of Operations. The Company has not recognized any servicing assets or liabilities as of March 31, 2025 or December 31, 2024, as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements.
v3.25.1
INVENTORIES
 3 Months Ended
Mar. 31, 2025
Inventory Disclosure [Abstract]  
INVENTORIES
5. INVENTORIES

March 31, 2025December 31, 2024
 (In millions)
Raw materials and supplies$232.1 $217.4 
Finished goods357.1 321.9 
Total inventories$589.2 $539.3 
v3.25.1
ACQUISITIONS
 3 Months Ended
Mar. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
ACQUISITIONS
6. ACQUISITIONS

Acquisition of Private Brand Tea Business

On January 2, 2025, the Company completed the acquisition of certain subsidiaries that operate the private brand tea business of Harris Freeman & Co, Inc. ("Harris Tea"), a leading private brand tea manufacturer in the U.S., for approximately $207.6 million in cash, subject to customary purchase price adjustments. In addition to private brand tea, Harris Tea manufactures specialty retail tea brands and foodservice tea products for the restaurant and hospitality industries. The acquisition aligns with our long-term strategy to build capabilities in our higher-growth, higher-margin categories.

The acquisition is being accounted for under the acquisition method of accounting, and the results of operations were included in our Condensed Consolidated Financial Statements from the date of acquisition. Included in the Company’s Condensed Consolidated Statements of Operations are Harris Tea’s net sales of approximately $38.6 million and income before income taxes of $1.9 million from the date of acquisition through March 31, 2025. The Company incurred approximately $3.0 million in acquisition-related costs, of which $0.3 million were incurred during the three months ended March 31, 2025. These costs are included in General and administrative expense of the Condensed Consolidated Statements of Operations.

The following table summarizes the preliminary purchase price allocation of the fair value of net tangible and intangible assets acquired and liabilities assumed:
(In millions)
Cash transferred at close
$209.6 
Preliminary purchase price adjustment
(2.0)
Total consideration transferred$207.6 
Allocation of consideration to assets acquired and liabilities assumed:
Cash
$0.3 
Receivables
11.4 
Inventories41.8 
Property, plant, and equipment
19.0 
Operating lease right-of-use assets
25.7 
Goodwill69.7 
Customer relationships65.0 
Trademarks
12.9 
Other assets0.6 
Assets acquired246.4 
Assumed liabilities(38.8)
Total purchase price$207.6 

The acquired receivables includes gross amounts due of $11.4 million which were determined to be collectible. The operating lease right-of-use assets acquired of $25.7 million includes a $6.5 million off-market lease fair value adjustment. The intangible assets acquired include $65.0 million of customer relationships with an estimated life of 20 years and $12.9 million of trademarks with an estimated life of 10 years. The aforementioned intangible assets will be amortized over their estimated useful lives. The Company increased the cost of acquired inventories by approximately $1.9 million and expensed this amount as a component of Cost of sales during the three months ended March 31, 2025, for the amortization of the inventory fair value step up adjustment. The Company recognized $69.7 million of goodwill relating to the acquisition. The primary factors that contributed to the recognition of goodwill are growth opportunities provided by vertical integration and customer synergies from its existing coffee and tea businesses. The goodwill resulting from this acquisition is tax deductible, as it is considered an asset acquisition for tax purposes.
Personal property fair values were determined using the cost approach, and the real estate lease fair values were determined using the income approach. The fair values for customer relationships at the acquisition date were determined using the excess earnings method under the income approach, while trademark fair values were determined using the relief from royalty method. The fair value measurements of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include discounted future cash flows, customer attrition rates, and royalty rates.

The purchase price allocation in the table above is preliminary and subject to the finalization of the Company's valuation analysis.

The following unaudited pro forma information shows the results of operations for the Company as if its Harris Tea acquisition had been completed as of January 1, 2024. Adjustments have been made for the pro forma effects of depreciation and amortization of tangible and intangible assets recognized as part of the business combination, the amortization of the inventory fair value step-up, the amortization of off-market lease adjustments, acquisition-related costs, and related income taxes. The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations.

Three Months Ended
March 31,
2024
(Unaudited, in millions)
Pro forma net sales
$856.9 
Pro forma net loss
(13.3)

Acquisition of Pickle Branded Assets

On January 2, 2024, the Company completed the acquisition of pickle branded assets, including Bick’s pickles, Habitant pickled beets, Woodman’s horseradish, and McLarens pickled onions brands (the "Pickle Branded Assets"), from The J.M. Smucker Co., a North American producer of coffee, consumer foods, dog snacks, and cat food. The acquisition is consistent with our strategy and builds depth in our Pickles category by expanding into Canada. The total purchase consideration transferred was approximately $25.9 million in cash. The purchase of the Pickle Branded Assets was accounted for as an Asset Acquisition.

The following table summarizes the purchase price allocation of the fair value of net tangible and intangible assets acquired:

(In millions)
Cash transferred at close$20.0 
Purchase price adjustment5.9 
Total consideration transferred$25.9 
Allocation of consideration to assets acquired:
Inventories$25.2 
Trademarks0.7 
Total purchase price$25.9 

Intangible assets acquired included trademarks with an estimated life of 10 years.
v3.25.1
PROPERTY, PLANT, AND EQUIPMENT
 3 Months Ended
Mar. 31, 2025
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT, AND EQUIPMENT
7. PROPERTY, PLANT, AND EQUIPMENT
March 31, 2025December 31, 2024
(In millions)
Land$35.0 $35.0 
Buildings and improvements379.2 378.1 
Machinery and equipment1,089.8 1,063.3 
Construction in progress113.9 120.6 
Total1,617.9 1,597.0 
Less accumulated depreciation(860.4)(848.4)
Property, plant, and equipment, net$757.5 $748.6 

Depreciation expense was $28.3 million and $24.5 million for the three months ended March 31, 2025 and 2024, respectively.
v3.25.1
GOODWILL AND INTANGIBLE ASSETS
 3 Months Ended
Mar. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS
8. GOODWILL AND INTANGIBLE ASSETS
 
Goodwill

Changes in the carrying amount of goodwill, which include no accumulated impairment losses, for the three months ended March 31, 2025 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2024$1,819.3 
Foreign currency exchange adjustments0.1 
Acquisition69.7 
Balance at March 31, 2025$1,889.1 

Intangible Assets

The gross carrying amounts and accumulated amortization of intangible assets as of March 31, 2025 and December 31, 2024 are as follows:

 March 31, 2025December 31, 2024
Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount		Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$611.1 $(404.9)$206.2 $546.0 $(395.6)$150.4 
Trademarks32.1 (17.6)14.5 19.2 (17.0)2.2 
Formulas/recipes15.4 (15.1)0.3 15.4 (15.0)0.4 
Computer software213.4 (161.7)51.7 212.6 (158.7)53.9 
Total finite lived intangibles872.0 (599.3)272.7 793.2 (586.3)206.9 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$878.0 $(599.3)$278.7 $799.2 $(586.3)$212.9 
v3.25.1
INCOME TAXES
 3 Months Ended
Mar. 31, 2025
Income Tax Disclosure [Abstract]  
INCOME TAXES
9. INCOME TAXES
 
Income taxes were recognized at effective rates of 27.1% for the three months ended March 31, 2025, compared to 23.5% for the three months ended March 31, 2024. The change in the Company's effective tax rate for the three months ended March 31, 2025 compared to 2024 is primarily driven by changes in the amounts of executive compensation that is not deductible for tax purposes and the estimated amount of annual pre-tax earnings. Our effective tax rate may change from period to period based on recurring and non-recurring factors, including the jurisdictional mix of earnings, enacted tax legislation, state income taxes, settlement of tax audits, and the expiration of the statute of limitations in relation to unrecognized tax benefits.

Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $0.4 million within the next 12 months, primarily as a result of the lapsing of statutes of limitations. Approximately all of the $0.4 million could affect net income when settled. The timing of cash settlement, if any, cannot be reasonably estimated for uncertain tax benefits.
v3.25.1
LONG-TERM DEBT
 3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
LONG-TERM DEBT
10. LONG-TERM DEBT
 
March 31, 2025December 31, 2024
 (In millions)
Revolving Credit Facility$25.0 $— 
Term Loan A480.0 316.4 
Term Loan A-1425.0 588.6 
2028 Notes500.0 500.0 
Finance leases4.3 4.1 
Total outstanding debt1,434.3 1,409.1 
Deferred financing costs(11.5)(6.7)
Less current portion(5.4)(1.1)
Total long-term debt$1,417.4 $1,401.3 

The scheduled maturities of outstanding debt, excluding deferred financing costs, at March 31, 2025 are as follows (in millions):

Remainder of 2025$4.1
20265.3
202718.1
2028522.2
202921.6
Thereafter863.0
     Total outstanding debt$1,434.3

Credit Agreement — On January 17, 2025, the Company entered into the Third Amended and Restated Credit Agreement (the "Credit Agreement"), among the Company, the lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

The Credit Agreement amends, restates and replaces the Company’s prior Credit Agreement, dated as of December 1, 2017 (as amended from time to time prior to January 17, 2025), pursuant to which the Company obtained a $500.0 million revolving credit facility (the "Revolving Credit Facility"), a $500.0 million term A loan (the "Term Loan A") and a $900.0 million tranche A-1 term loan (the "Term Loan A-1" and, together with the Term Loan A, the "Term Loans"). Pursuant to the Credit Agreement, the Company (i) continued and extended the maturity of the Revolving Credit Facility and the Term Loans, (ii) decreased the aggregate size of the Term Loan A to $480.0 million and (iii) decreased the aggregate size of the Term Loan A-1 to $425.0 million.
On March 14, 2025, the Company entered into Amendment No. 1 to the Credit Agreement, which amends and restates the defined term "Existing Letters of Credit." The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to Amendment No. 1.

Loss on Extinguishment of Debt — During the quarter ended March 31, 2025, the Company incurred a loss on extinguishment of debt totaling $2.6 million representing the write-off of deferred financing costs in connection with the Credit Agreement refinancing in January 2025.

Revolving Credit Facility — As of March 31, 2025, the Company had $25.0 million drawn from its $500.0 million Revolving Credit Facility. The Company had remaining availability of $443.1 million under the Revolving Credit Facility, and there were $31.9 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit. The Revolving Credit Facility matures on January 17, 2030.

Interest is payable in arrears the earlier of the end of the applicable interest period, quarterly, or the maturity date on any outstanding borrowings under the Revolving Credit Facility. The interest rates for the Revolving Credit Facility are determined by Term SOFR plus a margin of 2.00%, through the second quarter of 2025. Thereafter, the Revolving Credit Facility will bear interest at a rate per annum equal to (i) Term SOFR plus a margin ranging from 1.25% to 2.50% based on the Company’s consolidated net leverage ratio or (ii) a Base Rate (as defined in the Credit Agreement) plus a margin ranging from 0.25% to 1.50% based on the Company’s consolidated net leverage ratio. The Company will also pay an unused fee on the Revolving Credit Facility at a rate ranging from 0.20% to 0.40% based on the Company’s consolidated net leverage ratio, with the initial unused fee set at 0.30%. The Revolving Credit Facility includes sub-facilities for swing line loans and letters of credit.

The Credit Agreement is fully and unconditionally, as well as jointly and severally, guaranteed by our 100% owned direct and indirect domestic subsidiaries: Bay Valley Foods, LLC; Cottage Bakery, Inc.; Harris Tea Company LLC; Linette Quality Chocolates, Inc.; Pickles Manufacturing LLC; Protenergy Holdings, Inc.; Protenergy Natural Foods, Inc.; Ralcorp Frozen Bakery Products, Inc.; Refrigerated Dough, Inc.; Southern Tea, LLC; Sturm Foods, Inc.; TreeHouse Foods Services, LLC; TreeHouse Private Brands, Inc.; and certain other domestic subsidiaries that may become guarantors in the future, which are collectively known as the "Guarantor Subsidiaries." The Credit Agreement contains various financial and restrictive covenants and requires that the Company maintain a consolidated net leverage ratio of no greater than 4.50 to 1.0. The Credit Agreement also contains cross-default provisions which could result in the acceleration of payments in the event TreeHouse or the Guarantor Subsidiaries (i) fails to make a payment when due in respect of any indebtedness or guarantee having an aggregate principal amount greater than $75.0 million or (ii) fails to observe or perform any other agreement or condition related to such indebtedness or guarantee as a result of which the holder(s) of such debt are permitted to accelerate the payment of such debt.

Term Loan A — On January 17, 2025, the Company entered into a $480.0 million Term Loan A with a maturity date of January 17, 2030. The interest rates for Term Loan A are determined by Term SOFR plus a margin of 2.275%, through the second quarter of 2025. Thereafter, Term Loan A will bear interest at a rate per annum equal to (i) Term SOFR plus a margin ranging from 1.525% to 2.775% based on the Company’s consolidated net leverage ratio or (ii) a Base Rate (as defined in the Credit Agreement) plus a margin ranging from 0.525% to 1.775% based on the Company’s consolidated net leverage ratio; provided that the Company and Term Loan A lenders may agree to a quoted fixed rate for the Term Loan A at a future date. The principal balance is due at maturity. Interest is payable in arrears the earlier of the end of the applicable interest period, quarterly, or the maturity date on any outstanding borrowings under the Term Loan A. Term Loan A is subject to substantially the same covenants as the Revolving Credit Facility, and also has the same Guarantor Subsidiaries.

Term Loan A-1 — On January 17, 2025, the Company entered into a $425.0 million Term Loan A-1. The maturity date and interest rates applicable to Term Loan A-1 are the same as those applicable to the Revolving Credit Facility. Interest is payable in arrears the earlier of the end of the applicable interest period, quarterly, or the maturity date on any outstanding borrowings under the Term Loan A-1. Principal payments are due on a quarterly basis, beginning June 30, 2025, in an amount equal to (i) 0.25% of the $425.0 million original commitment for the first eight quarterly installments and (ii) 1.25% of the $425.0 million original commitment thereafter until maturity. Term Loan A-1 is subject to substantially the same covenants as the Revolving Credit Facility, and has the same Guarantor Subsidiaries.

2028 Notes — On September 9, 2020, the Company completed its public offering of $500 million aggregate principal amount of notes (the "2028 Notes"). The 2028 Notes pay interest at the rate of 4.000% per annum and mature on September 1, 2028. Interest is payable on the 2028 Notes on March 1 and September 1 of each year.
Fair Value — At March 31, 2025, the aggregate fair value of the Company's total debt was $1,382.0 million and its carrying value was $1,430.0 million. At December 31, 2024, the aggregate fair value of the Company's total debt was $1,359.8 million and its carrying value was $1,405.0 million. The fair values of the Revolving Credit Facility, Term Loan A, and Term Loan A-1 were estimated using present value techniques and market-based interest rates and credit spreads. The fair value of the Company's 2028 Notes was estimated based on quoted market prices for similar instruments due to their infrequent trading volume. Accordingly, the fair value of the Company's debt is classified as Level 2 within the valuation hierarchy.

Deferred Financing Costs — As of March 31, 2025 and December 31, 2024, deferred financing costs of $11.5 million and $6.7 million were included as a direct deduction from outstanding long-term debt, respectively. Fees associated with the Revolving Credit Facility are presented in Other assets, net. Deferred financing costs are amortized over their estimated useful lives based on the terms of their respective agreements.
v3.25.1
STOCKHOLDERS' EQUITY
 3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
STOCKHOLDERS' EQUITY
11. STOCKHOLDERS' EQUITY

Share Repurchase Authorization — On November 13, 2024, the Company announced that the Board of Directors (the "Board") authorized a $400 million stock repurchase program. This authorization is open ended, and any repurchases under the stock repurchase program may be made by means of open market transactions, negotiated block transactions, or otherwise, including pursuant to a repurchase plan administered in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The size and timing of any repurchases will depend on price, market and business conditions, and other factors. The Company has the ability to make discretionary repurchases up to an annual cap of $150 million, and $393.5 million remained available under the $400 million total authorization of the stock repurchase program as of March 31, 2025. Any shares repurchased will be held as treasury stock.

The following table summarizes the Company's repurchases of its common stock:

Three Months Ended
March 31,
20252024
(In millions, except per share data)
Shares repurchased— 1.2 
Weighted average price per share$— $36.61 
Total cost$— $43.9 
Excise tax (1)$— $0.4 

(1)The excise tax accrued in connection with the share repurchases was recorded as an adjustment to the cost basis of repurchased shares in treasury stock and within Accrued expenses on the Company’s Condensed Consolidated Balance Sheets.
v3.25.1
EARNINGS PER SHARE
 3 Months Ended
Mar. 31, 2025
Earnings Per Share [Abstract]  
EARNINGS PER SHARE
12. EARNINGS PER SHARE

The weighted average number of common shares used in the diluted earnings (loss) per share calculation is determined using the treasury stock method and includes the incremental effect related to the Company’s outstanding stock-based compensation awards. The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings (loss) per share:
 
Three Months Ended
March 31,
20252024
(In millions)
Weighted average common shares outstanding50.3 53.8 
Assumed exercise/vesting of equity awards (1)— — 
Weighted average diluted common shares outstanding50.3 53.8 
 
(1)For the three months ended March 31, 2025 and 2024, the weighted average common shares outstanding is the same for the computations of both basic and diluted shares outstanding because the Company had a net loss for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 0.9 million and 0.6 million for the three months ended March 31, 2025 and 2024, respectively.
v3.25.1
STOCK-BASED COMPENSATION
 3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION
13. STOCK-BASED COMPENSATION

The Board of Directors adopted, and the Company's stockholders approved, the "TreeHouse Foods, Inc. Equity and Incentive Plan" (the "Plan"). Under the Plan, the Compensation Committee may grant awards of various types of compensation, including stock options, restricted stock, restricted stock units, performance shares, performance units, other types of stock-based awards, and other cash-based compensation. The maximum number of shares authorized to be awarded under the Plan is approximately 22.5 million as of March 31, 2025.

Total compensation expense related to stock-based payments and the related income tax benefit recognized in Net loss are as follows:
Three Months Ended
March 31,
20252024
(In millions)
Compensation expense related to stock-based payments$5.6 $5.7 
Related income tax benefit1.3 1.4 
Stock Options — Stock options granted under the Plan during 2022 have a three-year vesting schedule, vest one-third on the second anniversary of the grant date and two-thirds on the third anniversary of the grant date, and expire ten years from the grant date. Stock options are generally only granted to employees and non-employee directors.

The following table summarizes stock option activity during 2025:
Employee
Options		Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term (yrs.)		Aggregate
Intrinsic
Value
(In thousands)(In millions)
Outstanding, at December 31, 2024473 $61.46 4.7$— 
Expired(12)88.15 
Outstanding, at March 31, 2025461 60.79 4.7— 
Vested/expected to vest, at March 31, 2025175 42.69 7.1— 
Exercisable, at March 31, 2025294 72.40 3.2— 
Unrecognized compensation costs related to nonvested options totaled $0.2 million at March 31, 2025 and are expected to be recognized over a weighted average period of 0.2 years.

Restricted Stock Units — Employee restricted stock unit awards generally vest based on the passage of time in approximately three equal installments on each of the first three anniversaries of the grant date.

Non-employee director restricted stock units generally vest on the first anniversary of the grant date. Certain non-employee directors have elected to defer receipt of their awards until either their departure from the Board of Directors or a specified date beyond the first anniversary of the grant date.

The following table summarizes the restricted stock unit activity during the three months ended March 31, 2025:
 
Employee
Restricted
Stock Units		Weighted
Average
Grant Date
Fair Value
Non-Employee Director
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) (In thousands) 
Nonvested, at December 31, 2024696 $38.82 62 $41.73 
Granted562 31.17 — — 
Vested(300)37.96 — — 
Forfeited(5)37.70 — — 
Nonvested, at March 31, 2025953 34.58 62 41.73 
Earned and deferred, at March 31, 202528 48.62 
 
 Three Months Ended
March 31,
 20252024
 (In millions)
Fair value of vested restricted stock units$8.3 $8.8 
Tax benefit recognized from vested restricted stock units1.4 1.4 
 
Unrecognized compensation costs related to nonvested restricted stock units are approximately $31.6 million as of March 31, 2025 and will be recognized over a weighted average period of 2.3 years. The grant date fair value of the awards is equal to the Company's closing stock price on the grant date.
Performance Units — Performance unit awards, which are granted to certain members of management, contain both service, performance, and market conditions as described below.

•For performance unit awards granted in 2022 through 2023, performance goals are set and measured annually with one-quarter of the units eligible to accrue for each year in the three-year performance period. Accrued shares are earned at the end of each performance period but remain subject to forfeiture until the third anniversary of the grant date.
•For performance unit awards granted in 2024 and 2025, performance goals were established upfront and will be measured over a cumulative three-year performance period. The units will accrue each month, multiplied by a predefined percentage between 0% and 200%, depending on the achievement of certain operating performance measures. Accrued shares are not earned until the end of the full three-year performance period and remain subject to forfeiture until the third anniversary of the grant date.

The performance unit awards include a tranche measured using a relative total shareholder return ("TSR") market condition over a three-year performance goal. The units will accrue, multiplied by a predefined percentage between 0% and 150% for years 2022 through 2023 and between 0% and 200% for 2024 and 2025, for the relative TSR measure, depending on the achievement attainment over the three-year performance period based on the Company's absolute annualized TSR relative to the annualized TSR of a Peer Group. These awards will be converted to stock or cash, at the discretion of the Compensation Committee, generally, on the third anniversary of the grant date. The Company intends to settle these awards in stock and has the shares available to do so.

Performance unit awards with market conditions are valued using a Monte Carlo simulation model. Expected volatility is based on the historical volatility of the Company’s stock price or the average Peer Group stock price. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the grant with a term equivalent to the expected term of the award. The expected term is the time period from the grant date to the end of the performance period. The fair value of the portion of the awards based on relative TSR was valued using a Monte Carlo simulation model with a grant-date fair value of $38.26 on approximately 32,900 units granted in 2025. The assumptions used in the Monte Carlo simulation were as follows:

Three Months Ended
March 31,
2025
Dividend yield0 %
Risk-free rate4.01 %
Expected volatility (TreeHouse Foods, Inc.)33.68 %
Expected volatility (Peer Group)36.45 %
Expected term (in years)2.84

The following table summarizes the performance unit activity during the three months ended March 31, 2025:
Performance
Units		Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2024378 $36.44 
Granted242 31.81 
Vested(92)33.14 
Forfeited(63)33.28 
Nonvested, at March 31, 2025465 35.06 
 
 Three Months Ended
March 31,
 20252024
 (In millions)
Fair value of vested performance units$2.4 $1.7 
Tax benefit recognized from performance units vested0.1 0.1 

Unrecognized compensation costs related to nonvested performance units are estimated to be approximately $11.0 million as of March 31, 2025 and are expected to be recognized over a weighted average period of 2.1 years. The fair value of the portion of the awards granted based on market conditions were valued using a Monte Carlo simulation model. For other awards, the grant date fair value is equal to the Company's closing stock price on the date of grant.
v3.25.1
ACCUMULATED OTHER COMPREHENSIVE LOSS
 3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
ACCUMULATED OTHER COMPREHENSIVE LOSS
14. ACCUMULATED OTHER COMPREHENSIVE LOSS
 
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
Foreign
Currency
Translation (1)		Unrecognized
Pension and
Postretirement
Benefits (1)		Accumulated
Other
Comprehensive
Loss
 (In millions)
Balance at December 31, 2023$(84.2)$8.1 $(76.1)
Other comprehensive loss(2.6)— (2.6)
Balance at March 31, 2024$(86.8)$8.1 $(78.7)
Balance at December 31, 2024$(92.9)$10.2 $(82.7)
Other comprehensive income
0.2 — 0.2 
Balance at March 31, 2025$(92.7)$10.2 $(82.5)
 
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three months ended March 31, 2025 and 2024.
v3.25.1
EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS
 3 Months Ended
Mar. 31, 2025
Retirement Benefits [Abstract]  
EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS
15. EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS

Pension, Profit Sharing, and Postretirement Benefits — Certain employees and retirees participate in pension and other postretirement benefit plans. Employee benefit plan obligations and expenses included in the Condensed Consolidated Financial Statements are determined based on plan assumptions, employee demographic data, including years of service and compensation, benefits and claims paid, and employer contributions.

Components of net periodic pension cost are as follows:
 
Three Months Ended
March 31,
 20252024
 (In millions)
Service cost$0.1 $0.1 
Interest cost2.7 2.6 
Expected return on plan assets(2.9)(2.7)
Amortization of unrecognized net loss0.1 0.1 
Net periodic pension cost
$— $0.1 

Components of net periodic postretirement cost are as follows:
Three Months Ended
March 31,
 20252024
 (In millions)
Interest cost$0.2 $0.2 
Amortization of unrecognized net gain(0.1)(0.1)
Net periodic postretirement cost$0.1 $0.1 

The service cost components of net periodic pension costs were recognized in Cost of sales, and the other components of net periodic pension and postretirement costs were recognized in Other expense (income), net in the Condensed Consolidated Statements of Operations.
v3.25.1
COMMITMENTS AND CONTINGENCIES
 3 Months Ended
Mar. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES
16. COMMITMENTS AND CONTINGENCIES

Griddle Product Recall and Related Costs

On October 18, 2024, the Company initiated a voluntary recall of certain frozen waffle products produced at its Brantford, Ontario, Canada facility, and on October 22, 2024, the Company expanded its voluntary recall to include all products manufactured at the Brantford facility that are still within their shelf-life. These frozen griddle products may have had the potential to be contaminated with Listeria monocytogenes. The Company recorded a product recall liability for estimated product returns and claims, which is included within Accrued expenses in the Condensed Consolidated Balance Sheets, of $12.8 million as of March 31, 2025 and $9.6 million as of December 31, 2024.

The Company is seeking to recover the recall-related costs through its insurance coverage, and such recoveries are recorded in the period in which the recoveries are determined to be probable of realization. The amount of the product recall liability represents the probable and reasonably estimable costs directly associated with the recall. However, the total actual costs could differ materially due to uncertainties related to customer return rates, additional recall expenses, litigation, or other unforeseen events.

Shareholder Derivative Actions

The Company, as nominal defendant, and certain of its former officers are parties to a consolidated shareholder derivative suit captioned Wells and the City of Ann Arbor Employees’ Retirement System v. Reed, et al., Case Nos. 2016-CH-16359 and 2019-CH-06753 (Circuit Court of Cook County, Illinois).

The consolidated lawsuit alleges that TreeHouse, under the authority and control of the individual defendants: (i) made certain false and misleading statements regarding the Company's business, operations, and future prospects; and (ii) failed to disclose that (a) the Company's private label business was underperforming; (b) the Company's Flagstone Foods business was underperforming; (c) the Company's acquisition strategy was underperforming; (d) the Company had overstated its full-year 2016 guidance; and (e) TreeHouse's statements lacked reasonable basis. The complaints allege, among other things, that these actions artificially inflated the market price of TreeHouse common stock and resulted in harm to the Company.

On August 26, 2022, plaintiffs in the consolidated Wells case filed a second consolidated amended complaint, which was dismissed in its entirety with prejudice on March 15, 2023. The plaintiffs filed a notice of appeal on March 16, 2023. On March 22, 2024, the Appellate Court reversed the state trial court’s dismissal of the consolidated amended complaint and remanded to the state trial court for further proceedings. On October 1, 2024, the parties advised the state trial court of their agreement in principle to settle the action, and on the same day, the court entered an order staying all proceedings pending the submission of a motion for preliminary settlement approval. On December 18, 2024, the court entered an order preliminarily approving the settlement, and final settlement approval was granted on April 2, 2025.

Other Claims

In February 2014, TreeHouse, along with its 100% owned subsidiaries, Bay Valley Foods, LLC and Sturm Foods, Inc., filed suit against Keurig Dr. Pepper Inc.'s wholly-owned subsidiary, Keurig Green Mountain ("KGM"), in the U.S. District Court for the Southern District of New York captioned TreeHouse Foods, Inc. et al. v. Green Mountain Coffee Roasters, Inc. et al. asserting claims under the federal antitrust laws, various state antitrust laws and unfair competition statutes, contending that KGM had monopolized alleged markets for single serve coffee brewers and single serve coffee pods. The Company is seeking monetary damages, declaratory relief, injunctive relief, and attorneys' fees, which monetary damages, in August 2020, were estimated by the Company's economic expert to be in the range of $719.4 million to $1.5 billion for the Company's antitrust claims, before trebling, and $358.0 million for a subset of the Company's false advertising claims, without accounting for discretionary trebling by the Court. The matter remains pending, with summary judgment motions fully briefed. On March 28, 2022, the Magistrate Judge issued an Opinion and Order granting in part and denying in part the TreeHouse sanctions motion against KGM and denying the KGM sanctions motion against TreeHouse. KGM has appealed a portion of the Opinion and Order awarding sanctions to the Company. On January 3, 2025, the Court denied KGM's motions to exclude the opinions of the Company's experts and granted Plaintiffs' motion to exclude the opinion of KGM's sham litigation expert. KGM is denying the allegations made by the Company in the litigation. The Company has not recorded any amount in its Condensed Consolidated Financial Statements as of March 31, 2025.
In addition, the Company is party in the ordinary course of business to certain claims, litigation, audits, and investigations. The Company will record an accrual for a loss contingency when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company believes it has established adequate accruals for liabilities that are probable and reasonably estimable that may be incurred in connection with any such currently pending or threatened matter. In the Company's opinion, the eventual resolution of such matters, either individually or in the aggregate, is not expected to have a material impact on the Company's financial position, results of operations, or cash flows. However, litigation is inherently unpredictable and resolutions or dispositions of claims or lawsuits by settlement or otherwise could have an adverse impact on our financial position, results of operations or cash flows for the reporting period in which any such resolution or disposition occurs.
v3.25.1
DERIVATIVE INSTRUMENTS
 3 Months Ended
Mar. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVE INSTRUMENTS
17. DERIVATIVE INSTRUMENTS

Interest Rate Swap Agreements — The Company manages its exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps to hedge our exposure to changes in interest rates, to reduce the volatility of our financing costs, and to achieve a desired proportion of fixed versus floating-rate debt, based on current and projected market conditions.

The Company has entered into long-term interest rate swap agreements to lock into a fixed interest rate base that have a notional value of $875.0 million as of March 31, 2025 and $1,750.0 million as of December 31, 2024. Under the terms of the agreements, $875.0 million in variable-rate debt is swapped for a weighted average fixed interest rate base of approximately 3.69% through February 29, 2028.

Commodity Contracts — Certain commodities the Company uses in the production and distribution of its products are exposed to market price risk. The Company utilizes derivative contracts to manage this risk. The majority of commodity forward contracts are not derivatives, and those that are generally qualify for the normal purchases and normal sales scope exception under the guidance for derivative instruments and hedging activities and, therefore, are not subject to its provisions. For derivative commodity contracts that do not qualify for the normal purchases and normal sales scope exception, the Company accounts for the contracts as derivatives.

The Company's derivative commodity contracts may include contracts for diesel, oil, plastics, resin, and other commodity contracts that do not meet the requirements for the normal purchases and normal sales scope exception. Diesel contracts are used to manage the Company's risk associated with the underlying cost of diesel fuel used to deliver products. Contracts for oil, plastics, and resin are used to manage the Company's risk associated with the underlying commodity cost of a significant component used in packaging materials. Other commodity contracts that are derivatives that do not meet the normal purchases and normal sales scope exception are used to manage the price risk associated with raw material costs. As of March 31, 2025 and December 31, 2024, the notional value of the commodity contracts outstanding was $90.4 million and $61.5 million, respectively. These commodity contracts have maturities expiring throughout 2025 and 2026 as of March 31, 2025.

 The following table identifies the fair value of each derivative instrument:
 Balance Sheet LocationMarch 31, 2025December 31, 2024
(In millions)
Asset derivatives
Commodity contractsPrepaid expenses and other current assets$3.6 $9.1 
Interest rate swap agreementsPrepaid expenses and other current assets— 2.2 
Interest rate swap agreementsOther assets, net2.1 7.6 
 $5.7 $18.9 
Liability derivatives
Commodity contractsAccrued expenses$0.5 $— 
Interest rate swap agreementsAccrued expenses3.7 0.4 
 $4.2 $0.4 
The fair values of the commodity contracts and interest rate swap agreements are determined using Level 2 inputs. Level 2 inputs are inputs other than quoted market prices that are observable for an asset or liability, either directly or indirectly. The fair values of the commodity contracts and interest rate swap agreements are based on an analysis comparing the contract rates to the market rates at the balance sheet date.

We recognized the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
Location of (Loss) Gain
Three Months Ended
March 31,
 
Recognized in Net Loss
20252024
  (In millions)
Mark-to-market unrealized (loss) gain
  
Commodity contractsOther expense (income), net$(6.0)$(0.4)
Interest rate swap agreementsOther expense (income), net(11.0)7.4 
Total unrealized (loss) gain
 $(17.0)$7.0 
Realized gain
 
Commodity contracts
Manufacturing-related to Cost of sales and transportation-related to Selling and distribution
$11.1 $1.5 
Interest rate swap agreementsInterest expense2.7 5.6 
Total realized gain
 $13.8 $7.1 
Total (loss) gain
 $(3.2)$14.1 
v3.25.1
SEGMENT INFORMATION
 3 Months Ended
Mar. 31, 2025
Segment Reporting [Abstract]  
SEGMENT INFORMATION
18. SEGMENT INFORMATION

Segment Information —The Company has one reportable segment, which manufactures and distributes private brands food and beverages. Our products are primarily shelf stable and share similar customers and distribution. The Company derives revenue primarily in North America and manages the business activities on a consolidated basis. Those business activities include selling snacking offerings, beverages and drink mix offerings, and other grocery offerings across various channels including retail grocery, co-manufacturing, and food-away-from-home customers in shelf stable, refrigerated, and frozen formats. The majority of our manufacturing plants each produce one food or beverage category. We operate our business with a centralized financial systems infrastructure, and we share centralized resources for procurement and general and administrative activities. The accounting policies of the segment are the same as those described in the Summary of Significant Accounting Policies for the Company and can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

The Chief Executive Officer ("CEO") has been identified as our Chief Operating Decision Maker ("CODM"). We have one segment manager who reports directly to the CODM, with their incentive compensation based on the consolidated results of the Company. The Company manages operations on a company-wide basis, thereby making determinations as to the allocation of resources as one segment. The annual operating plan is prepared and approved by the CODM based on consolidated results of the Company. The CODM uses discrete financial information at the consolidated level to assess performance for the segment and decides how to allocate resources based on the Company's consolidated Net loss, which is reported on the Condensed Consolidated Statement of Operations. The measure of segment assets is reported on the Condensed Consolidated Balance Sheet as Total assets.
Reported segment revenue, segment profit or loss, and significant segment expenses are as follows:

Three Months Ended
March 31,
20252024
Net sales$792.0 $820.7 
Cost of sales676.8 708.7 
Selling, distribution, general, and administrative:
Freight out and commissions26.0 31.8 
Direct selling, general, and administrative18.1 10.1 
Corporate selling, general, and administrative48.0 56.8 
Amortization expense13.1 12.1 
Other operating expense, net(1)15.5 6.4 
Total other expense(2)38.1 10.1 
Income tax benefit(11.8)(3.6)
Net loss$(31.8)$(11.7)

(1)Other operating expense, net includes other segment items, primarily including expenses related to Restructuring programs. Refer to Note 3 to our Condensed Consolidated Financial Statements for additional information.
(2)Total other expense includes other segment items, primarily including interest expense, interest income, loss on extinguishment of debt, foreign currency exchange, and mark-to-market adjustments on derivatives.

Disaggregation of Revenue — The principal products that comprise our different product category groups are as follows:

Product Category GroupPrincipal Products
SnackingCandy; cookies; crackers; in-store bakery items; pretzels; and frozen griddle items
Beverages & drink mixesBroths/stocks; non-dairy creamer; powdered beverages and other blends; ready-to-drink beverages (production ceased in the first quarter of 2025); coffee; and tea
GroceryCheese & pudding; hot cereal; pickles; and refrigerated dough

Revenue disaggregated by product category groups is as follows:

Three Months Ended
March 31,
 20252024
 (In millions)
Snacking$265.5 $314.8 
Beverages & drink mixes303.1 267.7 
Grocery223.4 238.2 
Total net sales$792.0 $820.7 
Revenue disaggregated by sales channel is as follows:

Three Months Ended
March 31,
 20252024
 (In millions)
Retail grocery$624.4 $649.9 
Co-manufacturing91.4 100.0 
Food-away-from-home and other76.2 70.8 
Total net sales$792.0 $820.7 
v3.25.1
Pay vs Performance Disclosure - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Pay vs Performance Disclosure    
Net loss $ (31.8) $ (11.7)
v3.25.1
Insider Trading Arrangements
 3 Months Ended
Mar. 31, 2025
shares
Trading Arrangements, by Individual  
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Adam J. DeWitt [Member]  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement On February 28, 2025, Adam J. DeWitt, director, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 1,439 shares of common stock for the purpose of satisfying tax obligations on director equity compensation over a period ending on June 6, 2025, subject to certain conditions.
Name Adam J. DeWitt
Title director
Rule 10b5-1 Arrangement Adopted true
Adoption Date February 28, 2025
Expiration Date June 6, 2025
Arrangement Duration 98 days
Aggregate Available 1,439
v3.25.1
BASIS OF PRESENTATION (Policies)
 3 Months Ended
Mar. 31, 2025
Accounting Policies [Abstract]  
Use of Estimates
Use of Estimates

The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates.
Recent Accounting Pronouncements Not Yet Adopted
Not yet adopted

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. ASU 2024-03 requires additional information about specific expenses in certain notes to the Consolidated Financial Statements. The new guidance in ASU 2024-03, as clarified by ASU 2025-01, will be effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. Upon adoption, the impact of ASU 2024-03 will be limited to certain notes to the Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures. The amendments are effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. Upon adoption, the impact of ASU 2023-09 will be limited to certain notes to the Consolidated Financial Statements.
v3.25.1
RESTRUCTURING PROGRAMS (Tables)
 3 Months Ended
Mar. 31, 2025
Restructuring and Related Activities [Abstract]  
Schedule of Aggregate Expenses Incurred Associated with Facility Closure
Below is a summary of costs by line item for the Restructuring Programs:

Three Months Ended
March 31,
20252024
(In millions)
Cost of sales$2.8 $— 
Other operating expense, net15.5 6.7 
Total$18.3 $6.7 

Below is a summary of costs by type associated with the Restructuring Programs:
Three Months Ended
March 31,
20252024
 (In millions)
Employee-related$10.1 $2.6 
Other costs4.3 4.1 
Asset-related3.9 — 
Total$18.3 $6.7 
Schedule of Activity of Restructuring Program Liabilities
The table below presents the exit cost liability related to severance activity for the Restructuring Programs as of March 31, 2025:
 Severance
 (In millions)
Balance as of December 31, 2024$1.8 
Expenses recognized9.1 
Cash payments(0.7)
Balance as of March 31, 2025$10.2 
v3.25.1
RECEIVABLES SALES PROGRAM (Tables)
 3 Months Ended
Mar. 31, 2025
Receivables [Abstract]  
Schedule of Receivable Sales Program
The following table includes the outstanding amount of accounts receivable sold under the Receivables Sales Program and the receivables collected from customers and not remitted to the financial institution:
March 31, 2025December 31, 2024
 (In millions)
Outstanding accounts receivable sold$282.5 $375.0 
Receivables collected and not remitted to financial institution159.0 237.7 
The following table summarizes the cash flows of the Company's accounts receivable associated with the Receivables Sales Program:
Three Months Ended March 31,
20252024
 (In millions)
Receivables sold$420.3 $243.2 
Receivables collected and remitted to financial institution(512.8)(343.8)
v3.25.1
INVENTORIES (Tables)
 3 Months Ended
Mar. 31, 2025
Inventory Disclosure [Abstract]  
Schedule of Inventories
March 31, 2025December 31, 2024
 (In millions)
Raw materials and supplies$232.1 $217.4 
Finished goods357.1 321.9 
Total inventories$589.2 $539.3 
v3.25.1
ACQUISITIONS (Tables)
 3 Months Ended
Mar. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Business Acquisitions Consideration
The following table summarizes the preliminary purchase price allocation of the fair value of net tangible and intangible assets acquired and liabilities assumed:
(In millions)
Cash transferred at close
$209.6 
Preliminary purchase price adjustment
(2.0)
Total consideration transferred$207.6 
Allocation of consideration to assets acquired and liabilities assumed:
Cash
$0.3 
Receivables
11.4 
Inventories41.8 
Property, plant, and equipment
19.0 
Operating lease right-of-use assets
25.7 
Goodwill69.7 
Customer relationships65.0 
Trademarks
12.9 
Other assets0.6 
Assets acquired246.4 
Assumed liabilities(38.8)
Total purchase price$207.6 
The following table summarizes the purchase price allocation of the fair value of net tangible and intangible assets acquired:

(In millions)
Cash transferred at close$20.0 
Purchase price adjustment5.9 
Total consideration transferred$25.9 
Allocation of consideration to assets acquired:
Inventories$25.2 
Trademarks0.7 
Total purchase price$25.9 
Schedule of Preliminary Purchase Price Allocation of Fair value of Net Tangible Assets Acquired
The following table summarizes the preliminary purchase price allocation of the fair value of net tangible and intangible assets acquired and liabilities assumed:
(In millions)
Cash transferred at close
$209.6 
Preliminary purchase price adjustment
(2.0)
Total consideration transferred$207.6 
Allocation of consideration to assets acquired and liabilities assumed:
Cash
$0.3 
Receivables
11.4 
Inventories41.8 
Property, plant, and equipment
19.0 
Operating lease right-of-use assets
25.7 
Goodwill69.7 
Customer relationships65.0 
Trademarks
12.9 
Other assets0.6 
Assets acquired246.4 
Assumed liabilities(38.8)
Total purchase price$207.6 
The following table summarizes the purchase price allocation of the fair value of net tangible and intangible assets acquired:

(In millions)
Cash transferred at close$20.0 
Purchase price adjustment5.9 
Total consideration transferred$25.9 
Allocation of consideration to assets acquired:
Inventories$25.2 
Trademarks0.7 
Total purchase price$25.9 
Schedule of Pro Forma Information
The following unaudited pro forma information shows the results of operations for the Company as if its Harris Tea acquisition had been completed as of January 1, 2024. Adjustments have been made for the pro forma effects of depreciation and amortization of tangible and intangible assets recognized as part of the business combination, the amortization of the inventory fair value step-up, the amortization of off-market lease adjustments, acquisition-related costs, and related income taxes. The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations.

Three Months Ended
March 31,
2024
(Unaudited, in millions)
Pro forma net sales
$856.9 
Pro forma net loss
(13.3)
v3.25.1
PROPERTY, PLANT, AND EQUIPMENT (Tables)
 3 Months Ended
Mar. 31, 2025
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant, and Equipment
March 31, 2025December 31, 2024
(In millions)
Land$35.0 $35.0 
Buildings and improvements379.2 378.1 
Machinery and equipment1,089.8 1,063.3 
Construction in progress113.9 120.6 
Total1,617.9 1,597.0 
Less accumulated depreciation(860.4)(848.4)
Property, plant, and equipment, net$757.5 $748.6 
v3.25.1
GOODWILL AND INTANGIBLE ASSETS (Tables)
 3 Months Ended
Mar. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Carrying Amount of Goodwill
Changes in the carrying amount of goodwill, which include no accumulated impairment losses, for the three months ended March 31, 2025 are as follows:
Goodwill
 (In millions)
Balance at December 31, 2024$1,819.3 
Foreign currency exchange adjustments0.1 
Acquisition69.7 
Balance at March 31, 2025$1,889.1 
Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives
The gross carrying amounts and accumulated amortization of intangible assets as of March 31, 2025 and December 31, 2024 are as follows:

 March 31, 2025December 31, 2024
Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount		Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$611.1 $(404.9)$206.2 $546.0 $(395.6)$150.4 
Trademarks32.1 (17.6)14.5 19.2 (17.0)2.2 
Formulas/recipes15.4 (15.1)0.3 15.4 (15.0)0.4 
Computer software213.4 (161.7)51.7 212.6 (158.7)53.9 
Total finite lived intangibles872.0 (599.3)272.7 793.2 (586.3)206.9 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$878.0 $(599.3)$278.7 $799.2 $(586.3)$212.9 
Schedule of Gross Carrying Amounts of Intangible Assets, with Indefinite Lives
The gross carrying amounts and accumulated amortization of intangible assets as of March 31, 2025 and December 31, 2024 are as follows:

 March 31, 2025December 31, 2024
Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount		Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount
 (In millions)
Intangible assets with finite lives:      
Customer-related$611.1 $(404.9)$206.2 $546.0 $(395.6)$150.4 
Trademarks32.1 (17.6)14.5 19.2 (17.0)2.2 
Formulas/recipes15.4 (15.1)0.3 15.4 (15.0)0.4 
Computer software213.4 (161.7)51.7 212.6 (158.7)53.9 
Total finite lived intangibles872.0 (599.3)272.7 793.2 (586.3)206.9 
Intangible assets with indefinite lives:
Trademarks6.0 — 6.0 6.0 — 6.0 
Total intangible assets$878.0 $(599.3)$278.7 $799.2 $(586.3)$212.9 
v3.25.1
LONG-TERM DEBT (Tables)
 3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt
March 31, 2025December 31, 2024
 (In millions)
Revolving Credit Facility$25.0 $— 
Term Loan A480.0 316.4 
Term Loan A-1425.0 588.6 
2028 Notes500.0 500.0 
Finance leases4.3 4.1 
Total outstanding debt1,434.3 1,409.1 
Deferred financing costs(11.5)(6.7)
Less current portion(5.4)(1.1)
Total long-term debt$1,417.4 $1,401.3 
Schedule of Maturities of Long-Term Debt
The scheduled maturities of outstanding debt, excluding deferred financing costs, at March 31, 2025 are as follows (in millions):

Remainder of 2025$4.1
20265.3
202718.1
2028522.2
202921.6
Thereafter863.0
     Total outstanding debt$1,434.3
v3.25.1
STOCKHOLDERS' EQUITY (Tables)
 3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
Schedule of Repurchases of Common Stock
The following table summarizes the Company's repurchases of its common stock:

Three Months Ended
March 31,
20252024
(In millions, except per share data)
Shares repurchased— 1.2 
Weighted average price per share$— $36.61 
Total cost$— $43.9 
Excise tax (1)$— $0.4 

(1)The excise tax accrued in connection with the share repurchases was recorded as an adjustment to the cost basis of repurchased shares in treasury stock and within Accrued expenses on the Company’s Condensed Consolidated Balance Sheets.
v3.25.1
EARNINGS PER SHARE (Tables)
 3 Months Ended
Mar. 31, 2025
Earnings Per Share [Abstract]  
Schedule of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings (Loss) Per Share The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings (loss) per share:
 
Three Months Ended
March 31,
20252024
(In millions)
Weighted average common shares outstanding50.3 53.8 
Assumed exercise/vesting of equity awards (1)— — 
Weighted average diluted common shares outstanding50.3 53.8 
 
(1)For the three months ended March 31, 2025 and 2024, the weighted average common shares outstanding is the same for the computations of both basic and diluted shares outstanding because the Company had a net loss for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 0.9 million and 0.6 million for the three months ended March 31, 2025 and 2024, respectively.
v3.25.1
STOCK-BASED COMPENSATION (Tables)
 3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Schedule of Total Compensation Expense
Total compensation expense related to stock-based payments and the related income tax benefit recognized in Net loss are as follows:
Three Months Ended
March 31,
20252024
(In millions)
Compensation expense related to stock-based payments$5.6 $5.7 
Related income tax benefit1.3 1.4 
Schedule of Stock Option Activity
The following table summarizes stock option activity during 2025:
Employee
Options		Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term (yrs.)		Aggregate
Intrinsic
Value
(In thousands)(In millions)
Outstanding, at December 31, 2024473 $61.46 4.7$— 
Expired(12)88.15 
Outstanding, at March 31, 2025461 60.79 4.7— 
Vested/expected to vest, at March 31, 2025175 42.69 7.1— 
Exercisable, at March 31, 2025294 72.40 3.2— 
Schedule of Restricted Stock Unit Activity
The following table summarizes the restricted stock unit activity during the three months ended March 31, 2025:
 
Employee
Restricted
Stock Units		Weighted
Average
Grant Date
Fair Value
Non-Employee Director
Restricted
Stock Units
Weighted
Average
Grant Date
Fair Value
 (In thousands) (In thousands) 
Nonvested, at December 31, 2024696 $38.82 62 $41.73 
Granted562 31.17 — — 
Vested(300)37.96 — — 
Forfeited(5)37.70 — — 
Nonvested, at March 31, 2025953 34.58 62 41.73 
Earned and deferred, at March 31, 202528 48.62 
Schedule of Highlight of Restricted Stock Unit Activity
 Three Months Ended
March 31,
 20252024
 (In millions)
Fair value of vested restricted stock units$8.3 $8.8 
Tax benefit recognized from vested restricted stock units1.4 1.4 
Schedule of Assumptions Used in the Monte Carlo Simulation The assumptions used in the Monte Carlo simulation were as follows:
Three Months Ended
March 31,
2025
Dividend yield0 %
Risk-free rate4.01 %
Expected volatility (TreeHouse Foods, Inc.)33.68 %
Expected volatility (Peer Group)36.45 %
Expected term (in years)2.84
Schedule of Performance Unit Activity
The following table summarizes the performance unit activity during the three months ended March 31, 2025:
Performance
Units		Weighted
Average
Grant Date
Fair Value
 (In thousands) 
Nonvested, at December 31, 2024378 $36.44 
Granted242 31.81 
Vested(92)33.14 
Forfeited(63)33.28 
Nonvested, at March 31, 2025465 35.06 
Schedule of Highlight of Performance Unit Activity
 Three Months Ended
March 31,
 20252024
 (In millions)
Fair value of vested performance units$2.4 $1.7 
Tax benefit recognized from performance units vested0.1 0.1 
v3.25.1
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)
 3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
Schedule of Components of Accumulated Other Comprehensive Loss Net of Tax
Accumulated other comprehensive loss consists of the following components, all of which are net of tax:
 
Foreign
Currency
Translation (1)		Unrecognized
Pension and
Postretirement
Benefits (1)		Accumulated
Other
Comprehensive
Loss
 (In millions)
Balance at December 31, 2023$(84.2)$8.1 $(76.1)
Other comprehensive loss(2.6)— (2.6)
Balance at March 31, 2024$(86.8)$8.1 $(78.7)
Balance at December 31, 2024$(92.9)$10.2 $(82.7)
Other comprehensive income
0.2 — 0.2 
Balance at March 31, 2025$(92.7)$10.2 $(82.5)
 
(1)The tax impact of the foreign currency translation adjustment and the unrecognized pension and postretirement benefits reclassification was insignificant for the three months ended March 31, 2025 and 2024.
v3.25.1
EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS (Tables)
 3 Months Ended
Mar. 31, 2025
Retirement Benefits [Abstract]  
Schedule of Net Periodic Pension Cost and Postretirement Cost
Components of net periodic pension cost are as follows:
 
Three Months Ended
March 31,
 20252024
 (In millions)
Service cost$0.1 $0.1 
Interest cost2.7 2.6 
Expected return on plan assets(2.9)(2.7)
Amortization of unrecognized net loss0.1 0.1 
Net periodic pension cost
$— $0.1 

Components of net periodic postretirement cost are as follows:
Three Months Ended
March 31,
 20252024
 (In millions)
Interest cost$0.2 $0.2 
Amortization of unrecognized net gain(0.1)(0.1)
Net periodic postretirement cost$0.1 $0.1 
v3.25.1
DERIVATIVE INSTRUMENTS (Tables)
 3 Months Ended
Mar. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Fair Value of Derivative Instrument The following table identifies the fair value of each derivative instrument:
 Balance Sheet LocationMarch 31, 2025December 31, 2024
(In millions)
Asset derivatives
Commodity contractsPrepaid expenses and other current assets$3.6 $9.1 
Interest rate swap agreementsPrepaid expenses and other current assets— 2.2 
Interest rate swap agreementsOther assets, net2.1 7.6 
 $5.7 $18.9 
Liability derivatives
Commodity contractsAccrued expenses$0.5 $— 
Interest rate swap agreementsAccrued expenses3.7 0.4 
 $4.2 $0.4 
Schedule of Gains and Losses on Derivative Contracts
We recognized the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations:
Location of (Loss) Gain
Three Months Ended
March 31,
 
Recognized in Net Loss
20252024
  (In millions)
Mark-to-market unrealized (loss) gain
  
Commodity contractsOther expense (income), net$(6.0)$(0.4)
Interest rate swap agreementsOther expense (income), net(11.0)7.4 
Total unrealized (loss) gain
 $(17.0)$7.0 
Realized gain
 
Commodity contracts
Manufacturing-related to Cost of sales and transportation-related to Selling and distribution
$11.1 $1.5 
Interest rate swap agreementsInterest expense2.7 5.6 
Total realized gain
 $13.8 $7.1 
Total (loss) gain
 $(3.2)$14.1 
v3.25.1
SEGMENT INFORMATION (Tables)
 3 Months Ended
Mar. 31, 2025
Segment Reporting [Abstract]  
Schedule of Reported Segment Revenue, Profit or Loss and Significant Segment Expenses
Reported segment revenue, segment profit or loss, and significant segment expenses are as follows:

Three Months Ended
March 31,
20252024
Net sales$792.0 $820.7 
Cost of sales676.8 708.7 
Selling, distribution, general, and administrative:
Freight out and commissions26.0 31.8 
Direct selling, general, and administrative18.1 10.1 
Corporate selling, general, and administrative48.0 56.8 
Amortization expense13.1 12.1 
Other operating expense, net(1)15.5 6.4 
Total other expense(2)38.1 10.1 
Income tax benefit(11.8)(3.6)
Net loss$(31.8)$(11.7)

(1)Other operating expense, net includes other segment items, primarily including expenses related to Restructuring programs. Refer to Note 3 to our Condensed Consolidated Financial Statements for additional information.
(2)Total other expense includes other segment items, primarily including interest expense, interest income, loss on extinguishment of debt, foreign currency exchange, and mark-to-market adjustments on derivatives.
Schedule of Segment Revenue Disaggregated by Product Category and Sales Channel
Revenue disaggregated by product category groups is as follows:

Three Months Ended
March 31,
 20252024
 (In millions)
Snacking$265.5 $314.8 
Beverages & drink mixes303.1 267.7 
Grocery223.4 238.2 
Total net sales$792.0 $820.7 
Revenue disaggregated by sales channel is as follows:

Three Months Ended
March 31,
 20252024
 (In millions)
Retail grocery$624.4 $649.9 
Co-manufacturing91.4 100.0 
Food-away-from-home and other76.2 70.8 
Total net sales$792.0 $820.7 
v3.25.1
RESTRUCTURING PROGRAMS - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Restructuring Cost and Reserve [Line Items]    
Restructuring charges $ 18.3 $ 6.7
Ready-To-Drink Business Exit    
Restructuring Cost and Reserve [Line Items]    
Loss on sale of machinery and equipment 0.6  
Expected cost 5.0  
Restructuring charges 1.9  
Restructuring costs incurred 3.8  
New Hampton Facility Closure    
Restructuring Cost and Reserve [Line Items]    
Expected cost 13.0  
Restructuring charges 3.2  
Facility Closures    
Restructuring Cost and Reserve [Line Items]    
Expected cost 14.0  
Restructuring charges 0.7 $ 1.9
Restructuring costs incurred $ 12.9  
v3.25.1
RESTRUCTURING PROGRAMS - Aggregate Expenses Incurred Associated with Facility Closure (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Restructuring Cost and Reserve [Line Items]    
Restructuring charges $ 18.3 $ 6.7
Cost of sales    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 2.8 0.0
Other operating expense, net    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 15.5 6.7
Employee-related    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 10.1 2.6
Other costs    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges 4.3 4.1
Asset-related    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges $ 3.9 $ 0.0
v3.25.1
RESTRUCTURING PROGRAMS - Reconciliation of Liabilities (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Restructuring Reserve [Roll Forward]    
Expenses recognized $ 18.3 $ 6.7
Severance    
Restructuring Reserve [Roll Forward]    
Beginning Balance 1.8  
Expenses recognized 9.1  
Cash payments (0.7)  
Ending Balance $ 10.2  
v3.25.1
RECEIVABLES SALES PROGRAM - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Receivables [Abstract]    
Termination period 60 days  
Receivables held for sale $ 397.5  
Loss on sale of receivables $ 2.9 $ 2.0
v3.25.1
RECEIVABLES SALES PROGRAM - Accounts Receivable Sold the Receivable Sales Program (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Dec. 31, 2024
Receivables [Abstract]      
Outstanding accounts receivable sold $ 282.5   $ 375.0
Receivables collected and not remitted to financial institution 159.0   $ 237.7
Receivables sold 420.3 $ 243.2  
Receivables collected and remitted to financial institution $ (512.8) $ (343.8)  
v3.25.1
INVENTORIES (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Inventory Disclosure [Abstract]    
Raw materials and supplies $ 232.1 $ 217.4
Finished goods 357.1 321.9
Total inventories $ 589.2 $ 539.3
v3.25.1
ACQUISITIONS - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Jan. 02, 2025
Jan. 02, 2024
Mar. 31, 2025
Mar. 31, 2025
Dec. 31, 2024
Business Acquisition [Line Items]          
Goodwill     $ 1,889.1 $ 1,889.1 $ 1,819.3
Harris Tea          
Business Acquisition [Line Items]          
Purchase price $ 207.6        
Net sales of acquiree since acquisition date     38.6    
Income before income taxes of acquiree since acquisition date     $ 1.9    
Acquisition related costs 3.0     $ 0.3  
Receivables 11.4        
Operating lease right-of-use assets 25.7        
Off-market fair value adjustment 6.5        
Increase in cost of acquired inventories 1.9        
Goodwill 69.7        
Harris Tea | Customer relationships          
Business Acquisition [Line Items]          
Finite-lived intangible assets $ 65.0        
Estimated useful life of trademarks 20 years        
Harris Tea | Trademarks          
Business Acquisition [Line Items]          
Finite-lived intangible assets $ 12.9        
Estimated useful life of trademarks 10 years        
Pickle Branded Assets          
Business Acquisition [Line Items]          
Purchase price   $ 25.9      
Pickle Branded Assets | Trademarks          
Business Acquisition [Line Items]          
Finite-lived intangible assets   $ 0.7      
Estimated useful life of trademarks   10 years      
v3.25.1
ACQUISITIONS - Preliminary Purchase Price Allocation of Fair Value of Net Tangible Assets Acquired (Details) - USD ($)
$ in Millions
Jan. 02, 2025
Jan. 02, 2024
Mar. 31, 2025
Dec. 31, 2024
Allocation of consideration to assets acquired:        
Goodwill     $ 1,889.1 $ 1,819.3
Harris Tea        
Business Acquisition [Line Items]        
Cash transferred at close $ 209.6      
Purchase price adjustment (2.0)      
Total consideration transferred 207.6      
Allocation of consideration to assets acquired:        
Cash 0.3      
Receivables 11.4      
Inventories 41.8      
Property, plant, and equipment 19.0      
Operating lease right-of-use assets 25.7      
Goodwill 69.7      
Other assets 0.6      
Assets acquired 246.4      
Assumed liabilities (38.8)      
Total purchase price 207.6      
Harris Tea | Customer relationships        
Allocation of consideration to assets acquired:        
Finite-lived intangible assets 65.0      
Harris Tea | Trademarks        
Allocation of consideration to assets acquired:        
Finite-lived intangible assets $ 12.9      
Pickle Branded Assets        
Business Acquisition [Line Items]        
Cash transferred at close   $ 20.0    
Purchase price adjustment   5.9    
Total consideration transferred   25.9    
Allocation of consideration to assets acquired:        
Inventories   25.2    
Total purchase price   25.9    
Pickle Branded Assets | Trademarks        
Allocation of consideration to assets acquired:        
Finite-lived intangible assets   $ 0.7    
v3.25.1
ACQUISITIONS - Pro Forma Information (Detail)
$ in Millions
 3 Months Ended
Mar. 31, 2024
USD ($)
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Pro forma net sales $ 856.9
Pro forma net loss $ (13.3)
v3.25.1
PROPERTY, PLANT, AND EQUIPMENT - Components (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 1,617.9 $ 1,597.0
Less accumulated depreciation (860.4) (848.4)
Property, plant, and equipment, net 757.5 748.6
Land    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 35.0 35.0
Buildings and improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 379.2 378.1
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 1,089.8 1,063.3
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 113.9 $ 120.6
v3.25.1
PROPERTY, PLANT, AND EQUIPMENT - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Property, Plant and Equipment [Abstract]    
Depreciation expense $ 28.3 $ 24.5
v3.25.1
GOODWILL AND INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Details)
 3 Months Ended
Mar. 31, 2025
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
Accumulated impairment losses $ 0
Goodwill [Roll Forward]  
Beginning Balance 1,819,300,000
Foreign currency exchange adjustments 100,000
Acquisition 69,700,000
Ending Balance $ 1,889,100,000
v3.25.1
GOODWILL AND INTANGIBLE ASSETS - Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 872.0 $ 793.2
Accumulated Amortization (599.3) (586.3)
Net Carrying Amount 272.7 206.9
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Gross Carrying Amount 878.0 799.2
Accumulated Amortization (599.3) (586.3)
Intangible assets, net 278.7 212.9
Trademarks    
Indefinite-lived Intangible Assets [Line Items]    
Intangible assets with indefinite lives: 6.0 6.0
Customer-related    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 611.1 546.0
Accumulated Amortization (404.9) (395.6)
Net Carrying Amount 206.2 150.4
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Accumulated Amortization (404.9) (395.6)
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 32.1 19.2
Accumulated Amortization (17.6) (17.0)
Net Carrying Amount 14.5 2.2
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Accumulated Amortization (17.6) (17.0)
Formulas/recipes    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 15.4 15.4
Accumulated Amortization (15.1) (15.0)
Net Carrying Amount 0.3 0.4
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Accumulated Amortization (15.1) (15.0)
Computer software    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 213.4 212.6
Accumulated Amortization (161.7) (158.7)
Net Carrying Amount 51.7 53.9
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Accumulated Amortization $ (161.7) $ (158.7)
v3.25.1
INCOME TAXES (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Income Tax Disclosure [Abstract]    
Effective income tax rate 27.10% 23.50%
Decrease in unrecognized tax benefits is reasonably possible $ 0.4  
v3.25.1
LONG-TERM DEBT (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Debt Instrument [Line Items]    
Finance leases $ 4.3 $ 4.1
Total outstanding debt 1,434.3 1,409.1
Deferred financing costs (11.5) (6.7)
Less current portion (5.4) (1.1)
Total long-term debt 1,417.4 1,401.3
2028 Notes    
Debt Instrument [Line Items]    
2028 Notes 500.0 500.0
Term Loan A    
Debt Instrument [Line Items]    
Term loan 480.0 316.4
Term Loan A-1    
Debt Instrument [Line Items]    
Term loan 425.0 588.6
Revolving Credit Facility    
Debt Instrument [Line Items]    
Revolving Credit Facility $ 25.0 $ 0.0
v3.25.1
LONG-TERM DEBT- Scheduled Maturities of Outstanding Debt, Excluding Deferred Financing Costs (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Debt Disclosure [Abstract]    
Remainder of 2025 $ 4.1  
2026 5.3  
2027 18.1  
2028 522.2  
2029 21.6  
Thereafter 863.0  
Total outstanding debt $ 1,434.3 $ 1,409.1
v3.25.1
LONG-TERM DEBT - Additional Information (Details)
 3 Months Ended
Jan. 17, 2025
USD ($)
Mar. 31, 2025
USD ($)
Mar. 31, 2024
USD ($)
Dec. 31, 2024
USD ($)
Sep. 09, 2020
USD ($)
Dec. 01, 2017
USD ($)
Debt Instrument [Line Items]            
Loss on extinguishment of debt   $ 2,600,000 $ 0      
Borrowings under Revolving Credit Facility   697,300,000 $ 0      
Long-term debt, carrying value   1,430,000,000   $ 1,405,000,000    
Long-term debt, fair value   1,382,000,000   1,359,800,000    
Deferred financing costs   11,500,000   $ 6,700,000    
2028 Notes            
Debt Instrument [Line Items]            
Aggregate principal amount         $ 500,000,000  
Stated interest rate         4.00%  
Revolving Credit Facility            
Debt Instrument [Line Items]            
Revolving credit facility, maximum borrowing capacity $ 500,000,000         $ 500,000,000
Loss on extinguishment of debt   2,600,000        
Borrowings under Revolving Credit Facility   25,000,000        
Revolving credit facility available   443,100,000        
Letters of credit facility issued but undrawn   $ 31,900,000        
Commitment fee percentage 0.30%          
Net leverage ratio   4.50        
Cross default triggering amount   $ 75,000,000        
Revolving Credit Facility | Minimum            
Debt Instrument [Line Items]            
Commitment fee percentage 0.20%          
Revolving Credit Facility | Maximum            
Debt Instrument [Line Items]            
Commitment fee percentage 0.40%          
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR)            
Debt Instrument [Line Items]            
Basis spread on variable rate 2.00%          
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | Minimum            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.25%          
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | Maximum            
Debt Instrument [Line Items]            
Basis spread on variable rate 2.50%          
Revolving Credit Facility | Base Rate | Minimum            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.25%          
Revolving Credit Facility | Base Rate | Maximum            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.50%          
Term Loan A            
Debt Instrument [Line Items]            
Aggregate principal amount $ 480,000,000         500,000,000
Term Loan A | Secured Overnight Financing Rate (SOFR)            
Debt Instrument [Line Items]            
Basis spread on variable rate 2.275%          
Term Loan A | Secured Overnight Financing Rate (SOFR) | Minimum            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.525%          
Term Loan A | Secured Overnight Financing Rate (SOFR) | Maximum            
Debt Instrument [Line Items]            
Basis spread on variable rate 2.775%          
Term Loan A | Base Rate | Minimum            
Debt Instrument [Line Items]            
Basis spread on variable rate 0.525%          
Term Loan A | Base Rate | Maximum            
Debt Instrument [Line Items]            
Basis spread on variable rate 1.775%          
Term Loan A-1            
Debt Instrument [Line Items]            
Aggregate principal amount $ 425,000,000         $ 900,000,000
Term Loan A-1 | Debt Covenant Period One            
Debt Instrument [Line Items]            
Quarterly payment, percentage of original commitment 0.25%          
Term Loan A-1 | Debt Covenant Period Two            
Debt Instrument [Line Items]            
Quarterly payment, percentage of original commitment 1.25%          
v3.25.1
STOCKHOLDERS' EQUITY - Additional Information (Details) - USD ($)
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Nov. 13, 2024
Nov. 02, 2017
Equity, Class of Treasury Stock [Line Items]        
Value of shares repurchased $ 0 $ 43,900,000    
Common Stock        
Equity, Class of Treasury Stock [Line Items]        
Stock repurchase program, expected annual cap       $ 150,000,000
Remaining authorized repurchase amount $ 393,500,000      
Maximum | Common Stock        
Equity, Class of Treasury Stock [Line Items]        
Stock repurchase program, authorized amount     $ 400,000,000  
v3.25.1
STOCKHOLDERS' EQUITY - Repurchases of Common Stock (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Equity [Abstract]    
Shares repurchased (in shares) 0.0 1.2
Weighted average price per share (in usd per share) $ 0 $ 36.61
Total cost $ 0.0 $ 43.9
Excise tax $ 0.0 $ 0.4
v3.25.1
EARNINGS PER SHARE (Details) - shares
shares in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Earnings Per Share [Abstract]    
Weighted average common shares outstanding (in shares) 50.3 53.8
Assumed exercise/vesting of equity awards (in shares) 0.0 0.0
Weighted average diluted common shares outstanding (in shares) 50.3 53.8
Equity awards, excluded from computation of diluted earnings (in shares) 0.9 0.6
v3.25.1
STOCK-BASED COMPENSATION - Additional Information (Details)
$ / shares in Units, $ in Millions
 3 Months Ended 15 Months Ended 24 Months Ended 39 Months Ended
Mar. 31, 2025
USD ($)
installment
$ / shares
shares
Mar. 31, 2025
USD ($)
shares
Dec. 31, 2023
Mar. 31, 2025
USD ($)
shares
Stock Option        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting period 3 years      
Award expiration period 10 years      
Compensation costs, unrecognized | $ $ 0.2 $ 0.2   $ 0.2
Compensation costs, recognition weighted average remaining period (in years) 2 months 12 days      
Stock Option | Vesting in year 1        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting percentage 33.00%      
Stock Option | Vesting in year 2        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting percentage 67.00%      
Employee Restricted Stock Units        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting period 3 years      
Compensation costs, unrecognized | $ $ 31.6 31.6   31.6
Compensation costs, recognition weighted average remaining period (in years) 2 years 3 months 18 days      
Share based compensation arrangement, award vesting period, number of installments | installment 3      
Granted (in usd per share) | $ / shares $ 31.17      
Granted (in shares) 562,000      
Performance Units        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation costs, unrecognized | $ $ 11.0 $ 11.0   $ 11.0
Compensation costs, recognition weighted average remaining period (in years) 2 years 1 month 6 days      
Granted (in usd per share) | $ / shares $ 31.81      
Granted (in shares) 242,000      
Performance Units | Executive Members        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Performance based compensation period   3 years 3 years 3 years
Accrual of units     25.00%  
Grant-date fair value (in usd per share) | $ / shares $ 38.26      
Units granted (in shares) 32,900      
Performance Units | Minimum | Executive Members        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Predefined percentage for calculation of performance unit awards   0.00%    
Predefined percentage for calculation of performance achievement unit awards   0.00% 0.00%  
Performance Units | Maximum | Executive Members        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Predefined percentage for calculation of performance unit awards   200.00%    
Predefined percentage for calculation of performance achievement unit awards   200.00% 150.00%  
TreeHouse Foods, Inc. Equity and Incentive Plan        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Maximum number of shares available to be awarded (in shares) 22,500,000 22,500,000   22,500,000
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Total Compensation Expense (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]    
Compensation expense related to stock-based payments $ 5.6 $ 5.7
Related income tax benefit $ 1.3 $ 1.4
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Stock Option Activity (Details) - Stock Option - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 3 Months Ended 12 Months Ended
Mar. 31, 2025
Dec. 31, 2024
Employee Options    
Beginning balance (in shares) 473  
Expired (in shares) (12)  
Ending balance (in shares) 461 473
Vested/expected to vest (in shares) 175  
Exercisable (in shares) 294  
Weighted Average Exercise Price    
Beginning balance (in usd per share) $ 61.46  
Expired (in usd per share) 88.15  
Ending balance (in usd per share) 60.79 $ 61.46
Vested/expected to vest (in usd per share) 42.69  
Exercisable (in usd per share) $ 72.40  
Weighted Average Remaining Contractual Term (yrs.)    
Outstanding 4 years 8 months 12 days 4 years 8 months 12 days
Vested/expected to vest 7 years 1 month 6 days  
Exercisable 3 years 2 months 12 days  
Aggregate Intrinsic Value    
Beginning balance $ 0.0  
Ending balance 0.0 $ 0.0
Vested/expected to vest 0.0  
Exercisable $ 0.0  
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Restricted Stock and Restricted Stock Unit Activity (Details)
shares in Thousands
 3 Months Ended
Mar. 31, 2025
$ / shares
shares
Employee Restricted Stock Units  
Employee Restricted Stock Units  
Beginning balance (in shares) | shares 696
Granted (in shares) | shares 562
Vested (in shares) | shares (300)
Forfeited (in shares) | shares (5)
Ending balance (in shares) | shares 953
Weighted Average Grant Date Fair Value  
Outstanding, beginning balance (in usd per share) | $ / shares $ 38.82
Granted (in usd per share) | $ / shares 31.17
Vested (in usd per share) | $ / shares 37.96
Forfeited (in usd per share) | $ / shares 37.70
Outstanding, ending balance (in usd per share) | $ / shares $ 34.58
Non-Employee Director Restricted Stock Units  
Employee Restricted Stock Units  
Beginning balance (in shares) | shares 62
Granted (in shares) | shares 0
Vested (in shares) | shares 0
Forfeited (in shares) | shares 0
Ending balance (in shares) | shares 62
Earned and deferred (in shares) | shares 28
Weighted Average Grant Date Fair Value  
Outstanding, beginning balance (in usd per share) | $ / shares $ 41.73
Granted (in usd per share) | $ / shares 0
Vested (in usd per share) | $ / shares 0
Forfeited (in usd per share) | $ / shares 0
Outstanding, ending balance (in usd per share) | $ / shares 41.73
Earned and deferred (in usd per share) | $ / shares $ 48.62
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Employee and Director Restricted Stock and Restricted Stock Highlights (Details) - Employee Restricted Stock Units - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Fair value of vested restricted stock units $ 8.3 $ 8.8
Tax benefit recognized from vested restricted stock units $ 1.4 $ 1.4
v3.25.1
STOCK-BASED COMPENSATION - Shareholder Return Market Condition and Assumptions (Details) - Performance Units
 3 Months Ended
Mar. 31, 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Risk-free rate 4.01%
Expected term (in years) 2 years 10 months 2 days
Expected volatility (TreeHouse Foods, Inc.)  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected volatility 33.68%
Expected volatility (Peer Group)  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected volatility 36.45%
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Performance Unit Activity (Details) - Performance Units
shares in Thousands
 3 Months Ended
Mar. 31, 2025
$ / shares
shares
Performance Units  
Beginning balance (in shares) | shares 378
Granted (in shares) | shares 242
Vested (in shares) | shares (92)
Forfeited (in shares) | shares (63)
Ending balance (in shares) | shares 465
Weighted Average Grant Date Fair Value  
Outstanding, beginning balance (in usd per share) | $ / shares $ 36.44
Granted (in usd per share) | $ / shares 31.81
Vested (in usd per share) | $ / shares 33.14
Forfeited (in usd per share) | $ / shares 33.28
Outstanding, ending balance (in usd per share) | $ / shares $ 35.06
v3.25.1
STOCK-BASED COMPENSATION - Schedule of Performance Unit Highlights (Details) - Performance Units - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Fair value of vested performance units $ 2.4 $ 1.7
Tax benefit recognized from performance units vested $ 0.1 $ 0.1
v3.25.1
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance $ 1,548.9 $ 1,664.8
Other comprehensive (loss) income 0.2 (2.6)
Ending balance 1,518.9 1,608.1
Accumulated Other Comprehensive Loss    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance (82.7) (76.1)
Other comprehensive (loss) income 0.2 (2.6)
Ending balance (82.5) (78.7)
Foreign Currency Translation    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance (92.9) (84.2)
Other comprehensive (loss) income 0.2 (2.6)
Ending balance (92.7) (86.8)
Unrecognized Pension and Postretirement Benefits    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance 10.2 8.1
Other comprehensive (loss) income 0.0 0.0
Ending balance $ 10.2 $ 8.1
v3.25.1
EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Pension Benefits    
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]    
Service cost $ 0.1 $ 0.1
Interest cost 2.7 2.6
Expected return on plan assets (2.9) (2.7)
Amortization of unrecognized net loss 0.1 0.1
Net periodic pension cost 0.0 0.1
Postretirement Benefits    
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]    
Interest cost 0.2 0.2
Amortization of unrecognized net loss (0.1) (0.1)
Net periodic pension cost $ 0.1 $ 0.1
v3.25.1
COMMITMENTS AND CONTINGENCIES (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Aug. 31, 2020
Loss Contingencies [Line Items]      
Gain contingency     $ 358.0
Minimum      
Loss Contingencies [Line Items]      
Gain contingency     719.4
Maximum      
Loss Contingencies [Line Items]      
Gain contingency     $ 1,500.0
Damages from Product Defects      
Loss Contingencies [Line Items]      
Product recall liability $ 12.8 $ 9.6  
v3.25.1
DERIVATIVE INSTRUMENTS - Additional Information (Details) - USD ($)
Mar. 31, 2025
Dec. 31, 2024
Interest Rate Swap Agreements    
Derivative [Line Items]    
Derivative notional amount $ 875,000,000.0 $ 1,750,000,000
Interest Rate Swaps Effective February 28, 2025 Through February 29, 2028    
Derivative [Line Items]    
Derivative notional amount $ 875,000,000.0  
Weighted average fixed interest rate 3.69%  
Diesel Contract    
Derivative [Line Items]    
Derivative, nonmonetary notional amount 90,400,000 61,500,000
v3.25.1
DERIVATIVE INSTRUMENTS - Fair Value of Derivative Instrument (Details) - USD ($)
$ in Millions
Mar. 31, 2025
Dec. 31, 2024
Derivatives, Fair Value [Line Items]    
Asset derivatives $ 5.7 $ 18.9
Liability derivatives 4.2 0.4
Commodity contracts | Prepaid expenses and other current assets    
Derivatives, Fair Value [Line Items]    
Asset derivatives 3.6 9.1
Commodity contracts | Accrued expenses    
Derivatives, Fair Value [Line Items]    
Liability derivatives 0.5 0.0
Interest rate swap agreements | Prepaid expenses and other current assets    
Derivatives, Fair Value [Line Items]    
Asset derivatives 0.0 2.2
Interest rate swap agreements | Other assets, net    
Derivatives, Fair Value [Line Items]    
Asset derivatives 2.1 7.6
Interest rate swap agreements | Accrued expenses    
Derivatives, Fair Value [Line Items]    
Liability derivatives $ 3.7 $ 0.4
v3.25.1
DERIVATIVE INSTRUMENTS - Gains and Losses on Derivative Contracts (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Derivative Instruments, Gain (Loss) [Line Items]    
Mark-to-market unrealized gain (loss), derivative $ (17.0) $ 7.0
Total unrealized (loss) gain (17.0) 7.0
Total realized gain 13.8 7.1
Total (loss) gain (3.2) 14.1
Commodity contracts | Other expense (income), net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark-to-market unrealized gain (loss), commodity contracts (6.0) (0.4)
Commodity contracts | Manufacturing-related to Cost of sales and transportation-related to Selling and distribution    
Derivative Instruments, Gain (Loss) [Line Items]    
Total realized gain 11.1 1.5
Interest rate swap agreements | Other expense (income), net    
Derivative Instruments, Gain (Loss) [Line Items]    
Mark-to-market unrealized gain (loss), derivative (11.0) 7.4
Interest rate swap agreements | Interest expense    
Derivative Instruments, Gain (Loss) [Line Items]    
Total realized gain $ 2.7 $ 5.6
v3.25.1
SEGMENT INFORMATION - Additional Information (Details)
 3 Months Ended
Mar. 31, 2025
segment
Segment Reporting [Abstract]  
Number of reportable segments 1
v3.25.1
SEGMENT INFORMATION (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Segment Reporting Information [Line Items]    
Net sales $ 792.0 $ 820.7
Cost of sales 676.8 708.7
Amortization expense 13.1 12.1
Other operating expense, net 15.5 6.4
Total other expense 38.1 10.1
Income tax benefit (11.8) (3.6)
Net loss (31.8) (11.7)
Reportable Segment    
Segment Reporting Information [Line Items]    
Net sales 792.0 820.7
Cost of sales 676.8 708.7
Freight out and commissions 26.0 31.8
Direct selling, general, and administrative 18.1 10.1
Corporate selling, general, and administrative 48.0 56.8
Amortization expense 13.1 12.1
Other operating expense, net 15.5 6.4
Total other expense 38.1 10.1
Income tax benefit (11.8) (3.6)
Net loss $ (31.8) $ (11.7)
v3.25.1
SEGMENT INFORMATION - Revenue Disaggregated by Product Category (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Segment Reporting Information [Line Items]    
Net sales $ 792.0 $ 820.7
Retail grocery    
Segment Reporting Information [Line Items]    
Net sales 624.4 649.9
Co-manufacturing    
Segment Reporting Information [Line Items]    
Net sales 91.4 100.0
Food-away-from-home and other    
Segment Reporting Information [Line Items]    
Net sales 76.2 70.8
Snacking    
Segment Reporting Information [Line Items]    
Net sales 265.5 314.8
Beverages & drink mixes    
Segment Reporting Information [Line Items]    
Net sales 303.1 267.7
Grocery    
Segment Reporting Information [Line Items]    
Net sales $ 223.4 $ 238.2